8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                             ----------------------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                                Mallinckrodt Inc
- --------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)

          New York                       1-00483                 36-1263901
(State or Other Jurisdiction           (Commission             (IRS Employer
     of Incorporation)                 File Number)          Identification No.)

675 McDonnell Boulevard, St. Louis, Missouri                       63134
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                        (Zip Code)

Registrant's telephone number, including area code  (314) 654-5200
                                                    --------------

- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)






Item 5.  Other Events.

         See the Registrant's press release, dated February 17, 1999, which is
attached hereto as Exhibit 99.1 and which is incorporated herein by reference.

(c)  Exhibits

Exhibit Number          Description
- --------------          -----------
    99.1                Registrant's press release dated February 17, 1999


                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                Mallinckrodt Inc.

                                By: /s/ Roger A. Keller
                                   ---------------------------------------------
                                   Roger A. Keller
                                   Vice President, Secretary and General Counsel


Date:  February 17, 1999




                                  EXHIBIT INDEX


Exhibit Number          Description
- --------------          -----------

    99.1                Registrant's press release dated February 17, 1999

EX-99.1

                                                                    EXHIBIT 99.1

                                  PRESS RELEASE

MALLINCKRODT TO REDEEM RIGHTS PLAN; 
DECLARES QUARTERLY DIVIDEND.

         ST. LOUIS, Mo., February 17, 1999 - Mallinckrodt Inc. (NYSE:MKG)
announced today that it has redeemed the rights issued pursuant to the Rights
Agreement, dated Feb. 19, 1996, as amended Sept. 2, 1998, between Mallinckrodt
and the First National Bank of Chicago as Rights Agent.

         Under the terms of the Rights Agreement, shareholders of record as of
the Record Date, which will be March 15, 1999, are entitled to receive a
redemption payment of five cents per right, or share.

         Mallinckrodt's directors also declared a dividend of 11.5 cents per
share of the company's common stock, payable March 31, 1999 to shareholders of
record at the close of business on March 15, 1999. It is the company's intent to
recommend to the Board of Directors that the regular quarterly dividend of 16.5
cents per share of common stock be continued in future quarters.

         Payment of the redemption price of five cents per share of the
company's common stock and the dividend of 11.5 cents per share will be mailed
on March 31 to the shareholders of record March 15.

         In August 1998, Mallinckrodt announced it had agreed, in response to
concerns raised by some shareholders, that on or before the date of the
company's 1999 annual meeting it would either terminate the current rights plan
or put the existing plan to a shareholder vote. By terminating the rights plan,
C. Ray Holman, chairman and chief executive officer stated "the company's Board
of Directors desired to avoid the distraction and expense that would necessarily
arise in seeking a shareholder vote. We would prefer to remain totally focused
on our goal of building shareholder value through solid growth of the company's
businesses."

         Mallinckrodt's directors also declared the regular $1.00 per share
quarterly dividend on Mallinckrodt's 4 percent cumulative preferred stock,
payable on March 31, 1999, to shareholders of record at the close of business on
March 15, 1999.

         Based in St. Louis, Mo., Mallinckrodt has three healthcare product
groups--Imaging, Pharmaceuticals and Respiratory. The Company operates in more
than 100 countries and had fiscal 1998 net sales of $2.4 billion. The
Mallinckrodt web site address is www.mallinckrodt.com.